2.1 Annual returns

A registered society must file annual returns with the Financial Conduct Authority (FCA) within seven months of the financial year end. It is standard practice for a society’s AGM to be held within six months of the year end, with the draft accounts received by members at that point. Final accounts and any required audit reports can then be filed with the FCA by the deadline. 

For clarity, the term ‘receive’ means for the members to review and ask any questions of the accounts as part of exercising their rights as members. As such, members should have the accounts shared with them in a reasonable time frame ahead of the AGM to provide the necessary time to look over them. The members have no legal requirement to approve the accounts at the AGM. It is the board’s responsibility to approve and sign off the final accounts. 

Any information submitted on the annual return is available freely to the public on the FCA’s Mutuals Public Register. 

A society also has an obligation to inform the FCA of any of the following:

• Any change relating to its registered office or name (registered or trading name);
• Any application to amend the society’s rules. Amendments are not valid until registered and approved by the FCA. 
• All directors of the society during the financial year covered. However, unlike company directors, societies do not need to maintain a live register of directors. The directors report should include all directors who served during the year (and their resignation date if relevant).
• Registration of any charge against its assets as a result of borrowing. There are separate provisions to register a charge for England and Wales, for Scotland, and for Northern Ireland.

• Submit annual returns (known as the AR30) to the FCA using their paper form or through the Mutuals Society Portal. The paper form can be posted with the accounts, or a pdf copy can be sent by email. The Mutuals Society Portal is usually the easiest way to submit the annual return. 

  The annual return is a standard form compromising of the following questions:

  • Confirmation of directors’ names, month/year of births – of those who are directors as at the date the form is signed
  • Confirmation no directors have been disqualified to act as a director
  • Any close links held by directors e.g. other directorships or senior positions held.
  • Number of members
  • Turnover
  • Gross Assets (fixed assets plus current assets)
  • Number of employees
  • Share Capital
  • Highest rate of interest paid on shares
  • SIC code
  • Audit option 
  • If the society has charitable status
  • If the society is a housing association
  • If the society is a subsidiary or has subsidiaries (and their names)
  • How the society meets the condition for registration as either a Co-operative or Community Benefit Society
  • The final signed accounts together with any accountant’s or auditor’s report as required

If a Community Benefit Society (with or without Charitable Status):

• An overview of the community benefit delivered by the society
• An overview of how the business of the society delivers those benefits
• A description of the specific community of benefit
• How the society uses any surplus or profit
• Any potential conflicts of interest

If a Co-operative Society:

• An overview of the business of the society
• A description of the members’ common economic, social and cultural needs and aspirations
• An overview of how the society’s business meets those needs and aspirations
• An overview of how the members democratically control the society
• How the society uses any surpluses